A discussion of factors that influence English-as-a-Second-Language (ESL) learning by native speakers of Chinese focuses on three specific factors (cognitive style, individual differences, and native language interference), and offers classroom solutions. The effect of each of the three factors on ESL comprehension and production is considered, drawing on language patterns in both English and Chinese and on research in the area. Several approaches to addressing these factors in classroom practice are suggested. The first is stimulation of the learner's empathy for the native speaker, particularly by use of cultural information and instruction in contemporary language use. The second is to address learner attitudes, transforming reluctance into enthusiasm by selecting teaching materials and providing practice opportunities that improve learner self-confidence. The third approach is to provide learning strategies that reinforce the native English-speaker's language use patterns. (Contains 14 references.) (MSE)